Draft Board Resolution for Appointment of CEO
As per the provisions of Section 203 of the Companies Act, 2013 every public company having paid-up capital of Rs. 10.00 crores or more shall have the following whole-time Key Managerial Personnel (KMP):
(i) ManagingDirector, or Chief Executive Officer or manager and in their absence, a
whole-time director;
(ii) Company Secretary; and
(iii) Chief Financial Officer (CFO)
In
compliance of the said provisions it is proposed to appoint Shri _______ as a Chief
Executive Officer (CEO)
RESOLVED THAT pursuant to Section 2(18) & Section
203 read with rule made thereunder and other applicable provisions of the
Companies Act, 2013 (including any statutory modification(s) or re-enactment
thereof for the time being in force Shri _________, be and is hereby appointed
as Chief Executive Officer (CEO) w.e.f. _______ (enter date here) at
a monthly remuneration of Rs. _________ to perform the duties assigned to him by
the Board of Directors from time to time
FURTHER RESOLVED
THAT the remuneration payable to Shri _________ may be revised from time to
time by the Board of Directors or any Remuneration Committee that may be formed
for this purpose.
FURTHER
RESOLVED THAT Shri __________ be and is hereby
authorized to file Form DIR-12, Form MR-1, Form MGT 14 and any other Forms as
maybe required with the Registrar of Companies and to do
all such acts, deeds, things etc. as may be required to implement the above
resolutions.
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